FMR LLC – ‘SC 13G/A’ on 9/11/06 re: Aetna Inc/CT

On:  Monday, 9/11/06, at 4:34pm ET   ·   Accession #:  315066-6-4822   ·   File #:  5-46519

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Amendment to Statement of Beneficial Ownership   —   Schedule 13G
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: SC 13G/A    Amendment to Statement of Beneficial Ownership         5±    25K 

Document Table of Contents

SCHEDULE 13G                                                                    

Amendment No. 1                                                                 
Aetna Inc.                                                                      
Common Stock                                                                    
Cusip #00817Y108                                                                

Cusip #00817Y108                                                                
Item 1: Reporting Person - FMR Corp.                                            
Item 4: Delaware                                                                
Item 5: 2,730,766                                                               
Item 6: 0                                                                       
Item 7: 10,824,133                                                              
Item 8: 0                                                                       
Item 9: 10,824,133                                                              
Item 11:        1.976%                                                          
Item 12:            HC                                                          

Cusip #00817Y108                                                                
Item 1: Reporting Person - Edward C. Johnson 3d                                 
Item 4: United States of America                                                
Item 5: 0                                                                       
Item 6: 0                                                                       
Item 7: 10,824,133                                                              
Item 8: 0                                                                       
Item 9: 10,824,133                                                              
Item 11:        1.976%                                                          
Item 12:        IN                                                              

SCHEDULE 13G - TO BE INCLUDED IN                                
STATEMENTS                                                                      
FILED PURSUANT TO RULE 13d-1(b) or 13d-2(b)                     

Item 1(a).      Name of Issuer:                                                 

Aetna Inc.                                      

Item 1(b).      Name of Issuer's Principal Executive Offices:                   

151 Farmington Avenue                           
Hartford, CT  06156                             

Item 2(a).      Name of Person Filing:                                          

FMR Corp.                                       

Item 2(b).      Address or Principal Business Office or, if None,               
Residence:                                                                      

82 Devonshire Street, Boston,                   
Massachusetts  02109                                                            

Item 2(c).      Citizenship:                                                    

Not applicable                                  

Item 2(d).      Title of Class of Securities:                                   

Common Stock                                    

Item 2(e).      CUSIP Number:                                                   

00817Y108                                       

Item 3. This statement is filed pursuant to Rule 13d-1(b) or 13d-2(b)           
and the person filing, FMR Corp., is a parent holding company                   
in accordance with Section 240.13d-1(b)(ii)(G).  (Note:  See                    
Item 7).                                                                        

Item 4. Ownership                                                               

(a)     Amount Beneficially Owned:      10,824,133              

(b)     Percent of Class:       1.976%                          

(c)     Number of shares as to which such                       
person has:                                                                     

(i)     sole power to vote or to direct                         
the vote:       2,730,766                                                       

(ii)    shared power to vote or to                              
direct the vote:        0                                                       

(iii)   sole power to dispose or to                             
direct the disposition of:      10,824,133                                      

(iv)    shared power to dispose or to                           
direct the disposition of:      0                                               

Item 5. Ownership of Five Percent or Less of a Class.                           

  If this statement is being filed to report the fact that as of the
date hereof, the reporting person has ceased to be the                          
beneficial owner of more than five percent of the class of                      
securities, check the following (X).                                            

Item 6. Ownership of More than Five Percent on Behalf of Another                
Person.                                                                         

Not applicable                                                  

Item 7. Identification and Classification of the Subsidiary Which               
Acquired the Security Being Reported on By the Parent                           
Holding Company.                                                                

See attached Exhibit A.                                         

Item 8. Identification and Classification of Members of                         
the Group.                                                                      

Not applicable.  See attached Exhibit A.                        

Item 9. Notice of Dissolution of Group.                                         

Not applicable.                                                 

Item 10.        Certification.                                                  

Inasmuch as the reporting persons are no longer the beneficial  
owners of more than five percent of the number of shares                        
outstanding, the reporting persons have no further reporting                    
obligation under Section 13(d) of the Securities and Exchange                   
Commission thereunder, and the reporting persons have no                        
obligation to amend this Statement if any material change                       
occurs in the facts set forth herein.                                           

Signature                                                                       

After reasonable inquiry and to the best of my knowledge and    
belief, I certify that the information set forth in this statement              
is true, complete and correct.                                                  

September 11, 2006                                                              
Date                                                                            

/s/Eric D. Roiter                                                               
Signature                                                                       

Eric D, Roiter                                                                  
Duly authorized under Power of Attorney                                         
dated December 30, 1997 by and on behalf of FMR Corp. and                       
its direct and indirect subsidiaries                                            

SCHEDULE 13G - TO BE INCLUDED IN                                
STATEMENTS                                                                      
FILED PURSUANT TO RULE 13d-1(b) or 13d-2(b)                     

Pursuant to the instructions in Item 7 of Schedule 13G,         
Fidelity Management & Research Company ("Fidelity"), 82                         
Devonshire Street, Boston, Massachusetts 02109, a wholly-                       
owned subsidiary of FMR Corp. and an investment adviser                         
registered under Section 203 of the Investment Advisers Act                     
of 1940, is the beneficial owner of 8,684,806 shares or 1.586%                  
of the Common Stock outstanding of Aetna Inc.  ("the                            
Company") as a result of acting as investment adviser to                        
various investment companies registered under Section 8 of                      
the Investment Company Act of 1940.                                             

Edward C. Johnson 3d and FMR Corp., through its                 
control of Fidelity, and the funds each has sole power to                       
dispose of the 8,684,806 shares owned by the Funds.                             

Members of the family of Edward C. Johnson 3d,                  
Chairman of FMR Corp., are the predominant owners, directly                     
or through trusts, of Series B shares of common stock of FMR                    
Corp., representing 49% of the voting power of FMR Corp.                        
The Johnson family group and all other Series B shareholders                    
have entered into a shareholders' voting agreement under                        
which all Series B shares will be voted in accordance with the                  
majority vote of Series B shares.  Accordingly, through their                   
ownership of voting common stock and the execution of the                       
shareholders' voting agreement, members of the Johnson                          
family may be deemed, under the Investment Company Act of                       
1940, to form a controlling group with respect to FMR Corp.                     

Neither FMR Corp. nor Edward C. Johnson 3d,                     
Chairman of FMR Corp., has the sole power to vote or direct                     
the voting of the shares owned directly by the Fidelity Funds,                  
which power resides with the Funds' Boards of Trustees.                         
Fidelity carries out the voting of the shares under written                     
guidelines established by the Funds' Boards of Trustees.                        

Fidelity Management Trust Company, 82 Devonshire                
Street, Boston, Massachusetts 02109, a wholly-owned                             
subsidiary of FMR Corp. and a bank as defined in Section                        
3(a)(6) of the Securities Exchange Act of 1934, is the                          
beneficial owner of  947,117 shares or 0.173% of the                            
Common Stock outstanding of the Company as a result of its                      
serving as investment manager of the institutional account(s).                  

Edward C. Johnson 3d and FMR Corp., through its                 
control of Fidelity Management Trust Company, each has sole                     
dispositive power over 947,117 shares and sole power to vote                    
or to direct the voting of 947,117 shares of Common Stock                       
owned by the institutional account(s) as reported above.                        

Strategic Advisers, Inc., 82 Devonshire Street, Boston,         
MA 02109, a wholly-owned subsidiary of FMR Corp. and an                         
investment adviser registered under Section 203 of the                          
Investment Advisers Act of 1940, provides investment                            
advisory services to individuals.  As such, FMR Corp.'s                         
beneficial ownership includes 4,010 shares, or 0.001%, of the                   
Common Stock stock outstanding of Aetna Inc., beneficially                      
owned through Strategic Advisers, Inc.                                          

Fidelity International Limited ("FIL"), Pembroke Hall,          
42 Crow Lane, Hamilton, Bermuda, and various foreign-based                      
subsidiaries provide investment advisory and management                         
services to a number of non-U.S. investment companies and                       
certain institutional investors.  FIL, which is a qualified                     
institution under section 240.13d-1(b)(1) pursuant to an SEC                    
No-Action letter dated October 5, 2000, is the beneficial                       
owner of 1,188,200 shares or 0.217% of the Common Stock                         
outstanding of the Company.                                                     

Partnerships controlled predominantly by members of             
the family of Edward C. Johnson 3d, Chairman of FMR Corp.                       
and FIL, or trusts for their benefit, own shares of FIL voting                  
stock with the right to cast approximately 47% of the total                     
votes which may be cast by all holders of FIL voting stock.                     
FMR Corp. and FIL are separate and independent corporate                        
entities, and their Boards of Directors are generally composed                  
of different individuals.                                                       

FMR Corp. and FIL are of the view that they are not             
acting as a "group" for purposes of Section 13(d) under the                     
Securities Exchange Act of 1934 (the "1934" Act) and that                       
they are not otherwise required to attribute to each other the                  
"beneficial ownership" of securities "beneficially owned" by                    
the other corporation within the meaning of Rule 13d-3                          
promulgated under the 1934 Act.  Therefore, they are of the                     
view that the shares held by the other corporation need not be                  
aggregated for purposes of Section 13(d). However, FMR                          
Corp. is making this filing on a voluntary basis as if all of the               
shares are beneficially owned by FMR Corp. and FIL on a                         
joint basis.                                                                    

SCHEDULE 13G - TO BE INCLUDED IN                                
STATEMENTS                                                                      
FILED PURSUANT TO RULE 13d-1(b) or 13d-2(b)                     
RULE 13d-1(f)(1)  AGREEMENT                                     

The undersigned persons, on September 11, 2006,                 
agree and consent to the joint filing on their behalf of this                   
Schedule 13G in connection with their beneficial ownership of                   
the Common Stock of Aetna Inc. at August 31, 2006.                              

FMR Corp.                                                       

By /s/ Eric D. Roiter                                           
Eric D. Roiter                                                  
Duly authorized under Power of Attorney dated                   
December 30, 1997, by and on behalf of FMR Corp. and its                        
direct and indirect subsidiaries                                                

Edward C. Johnson 3d                                            

By /s/ Eric D. Roiter                                           
Eric D. Roiter                                                  
Duly authorized under Power of Attorney dated                   
December 30, 1997, by and on behalf of Edward C. Johnson                        
3d                                                                              

Fidelity Management & Research Company                          

By /s/ Eric D. Roiter                                           
Eric D. Roiter                                                  
Senior V.P. and General Counsel                                 

Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘SC 13G/A’ Filing		Date		Other Filings
Filed on:		9/11/06		SC 13G,  SC 13G/A
		8/31/06
		10/5/00
		12/30/97
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